Ministry of Commerce and Industry Resolution No. 411 of 2013 Issuing the Executive Regulations of Law No. 111 of 2013 on Commercial Shop Licences

Ministry of Commerce and Industry Resolution No. 411 of 2013
Issuing the Executive Regulations of Law No. 111 of 2013 on Commercial Shop Licences

Article One

The provisions of the Executive Regulations of the Law Regulating Commercial Shop Licences, the text of which is attached to this Resolution, shall be enforced.

Article Two

Any resolutions that contravene or conflict with the provisions of these Regulations are hereby repealed.

Article Three

Existing licences shall remain valid until the end of their term, even if this extends beyond the date on which the new Law comes into force.
However, if their term expires before the date on which this Law comes into force, they shall be renewed until the end of the day preceding the date on which the new Law comes into force.

Article Four

This Resolution shall be published in the Official Gazette and shall come into force from the date of its publication, and all officials of the Ministry shall implement it, each within his competence.

Executive Regulations of Law No. 111 of 2013 on Commercial Shop Licences

Article 1

A licence application shall be submitted on the forms prepared for that purpose, according to the required procedure and its type, and in accordance with the particulars set out therein and the documents required therein, in addition to the supplementary conditions required by the activity according to its type and location, in particular the following:
(a) The type of activity to be carried on and the academic certificates and experience certificates it requires.
(b) The location where the activity is to be carried on, and its nature.
The licence shall be issued on the form annexed to this Resolution, and all forms currently in use shall cease to be used.*

* The last paragraph was added by Ministerial Resolution No. 601 of 2018 (Kuwait Al-Youm, Issue No. 1416, 28 October 2018), effective from 2 January 2019. Further forms were annexed to it by Ministerial Resolution No. 780 of 2018 (Kuwait Al-Youm, Issue No. 1425, 30 December 2018).

Article 2

The licence shall be issued within three working days from the date of submission of the application meeting the conditions, particulars and documents set out in the Law and these Regulations. If this period lapses without those conditions, particulars and documents being met, the application shall be deemed rejected.
An annotation shall be made in the Commercial Register of any change to the licence whenever required.

Article 3

The licence shall be issued on a temporary basis for a period of ninety days from the date of its issuance, provided that all approvals required for issuing the permanent licence are obtained within that period.
The activities specified in Annex No. (3) to these Regulations may not be carried on on the basis of this temporary licence.
If the period of the temporary licence lapses without the approvals required from the relevant authorities being completed, or if they are submitted after the prescribed deadline for a reason attributable to the licensee’s default, the temporary licence shall be cancelled, unless the validity of the licence is extended for a further period at the licensee’s request for justified reasons accepted by the Ministry.

Article 4

The procedures for issuing the required licences and any amendments thereto shall be carried out through a One-Stop Shop in coordination with all relevant government authorities, as follows:
(a) Commercial licence (individual):
The application shall be submitted as set out in Articles (1) and (2) of these Regulations, accompanied by the necessary documents detailed in Annex No. (2) attached to these Regulations.
(b) Licensing of partnerships and shareholding companies:
This shall be as set out in Decree-Law No. 25 of 2012 Promulgating the Companies Law, its amendment and its Executive Regulations.

Article 5

Unless the relevant authorities require a shorter period, the term of the commercial licence shall be four calendar years from the date of its issuance, provided that the licensee submits the financial statements within the legally prescribed deadlines. In the event of a breach of this obligation, the provisions of Clause (6) of Article (11) of the Law shall apply.

Article 6

The general and special requirements specified in Annexes Nos. (4) and (5) to these Regulations shall apply to licences relating to foodstuffs and to hazardous and nuisance shops, which may cause harm to public health or public tranquillity.

Article 7

The procedures for the transfer of a licence shall be as follows:
First: Transfer of the licence to the heirs:
1- Conditions for the transfer of the licence:
(a) The licence shall be in force at the time of its transfer.
(b) The agent appointed from among the heirs, or whoever acts in his place, shall be a person permitted to engage in trade.
(c) In the case of professional activities, the conditions required for practising them shall be met (by the heirs’ agent or whoever acts in his place).
In all cases, the heirs shall be granted a sufficient grace period to regularise their status, not exceeding six months, and one or more further periods may be granted at the request of the persons concerned for reasons accepted by the Ministry.
The licence shall be issued in the name of the heirs, specifying the name of the person representing them in carrying on the activity or profession.
2- Documents required for the transfer of the licence:
(a) Death certificate.
(b) Certificate of inheritance (list of heirs).
(c) A power of attorney from the heirs to one or more of them who meets the required conditions.
(d) A letter of approval from the competent authority for the guardian, custodian or curator, where necessary.
(e) (Repealed)*
Second: Assignment of the licence to third parties:
1- Conditions of assignment:
(a) The activity whose assignment is requested shall not be one for which licensing has been suspended; assignments between relatives up to the second degree are excepted from this.
(b) The assignment shall not constitute a form of the assignor’s withdrawal from a company established between him and the assignee in the activity for which licensing has been suspended, without prejudice to the provision of the preceding clause.
(c) The licensed activity shall have been carried on at the same location and in the same activity for a period of not less than three months.
(d) The assignee of the licence shall meet the conditions for carrying on the activity or profession that is the subject of the licence.
2- Assignment documents:
(a) The documents set out in First of Annex No. (2) shall be submitted, except for the capital certificate.
The application for transfer of the licence shall be submitted by the assignor and the assignee, or by whoever legally represents them, meeting the conditions and documents set out in the preceding paragraph, provided that the assignment application is signed before the competent employee.
Any change to the licence as set out in Second of this Article shall be published in the Official Gazette, and no annotation of such change shall be made in the Commercial Register until fifteen days have elapsed from publication without any objection being filed against it. No objection shall be accepted unless it is based on an enforceable court judgment or order on petition, provided that the licence is issued to the assignee after the publication period set out in the preceding paragraph has elapsed without any objection being filed as set out therein.

* Clause (e) “lease contract or receipt” was repealed by Ministerial Resolution No. 220 of 2017 (Kuwait Al-Youm, Issue No. 1337, 23 April 2017).

Article 8

The licensee shall pay the fees due for the applications submitted by him to the administrative authority as follows:

No.	Procedure	Individual	Partnerships	Shareholding companies
1	Issuance*	80	150	Public 250 Closed 200
2	Temporary licence*	40	80	None
3	Issuance of a local / GCC branch*	None	80	Public 150 Closed 100
4	Assignment*	80	None	None
5	Conversion of an individual licence into a company licence*	None	150	None
6	Conversion of a company licence into an individual licence	80	None	None
7	Transfer to heirs	40	None	None
8	Renewal	40	Main 80 Branches 40	Main, public 150 Main, closed 100 Branches, public 80 Branches, closed 50
9	Address	40	60	80
10	Activity (addition, deletion or change)	40	Contract 20 Licence 60 Branch 60	80
11	Replacement of a lost / damaged licence	40	60	80
12	Conversion of a brokerage licence into a trading licence	80	None	None
13	Change of legal entity	None	150	Public 250 Closed 200
14	Admission of a partner	None	60	None
15	Withdrawal of a partner	None	60	None
16	Amendment of the management clause	None	60	None
17	Amendment of shares	None	60	None
18	Capital increase	None	60	Public 100 Closed 80
19	Capital reduction	None	40	Public 80 Closed 60
20	Merger of an individual licence into an existing company	None	80	None
21	Amendment of trade name	40	Main 60	80
22	Amendment of firm name	None	60	None
23	Certification of the licence	10	10	10
24	Request to make an amendment to the licence	40	60	80
25	Cancellation	20	Main 60 Branch 20	Public 80 Closed 60
26	Cancellation where the licence is lost	40	Main 80 Branch 40	Public 100 Closed 80
27	Board of directors register certificate	None	Issuance 80 Change 40	Issuance 80 Change 40
28	Authorised signatories register certificate	None	Issuance or change 30	Issuance or change 30
29	Board of directors register certificate for the court	None	40	40
30	Authorised signatories register certificate for the court	None	40	40
31	Request for a copy of the documents kept in the file (per page)	1	1	1
32	Issuance pursuant to a decision of the Status Regularisation Committee**	KWD 340	KWD 380	KWD 450

* Items (1) to (5): the fees due for incorporation and licence issuance applications were reduced by Ministerial Resolution No. 220 of 2017 (Kuwait Al-Youm, Issue No. 1337, 23 April 2017) as follows:

Procedure	Individual	Partnerships	Shareholding companies
Licence issuance, including: – new / permanent or temporary / main / branch licence – assignment of a licence – conversion of a licence from individual to company	KWD 40	KWD 80	KWD 150

The said fee shall be paid once against the requested procedure, whatever the contents of the application.

** Item (32) was added by Ministerial Resolution No. 90 of 2019 (Kuwait Al-Youm, Issue No. 1435, 10 March 2019), and its fees were subsequently amended by Ministerial Resolution No. 205 of 2019 (Kuwait Al-Youm, Issue No. 1442, 28 April 2019), which repealed Resolution No. 90 of 2019.

Issued on 22 September 2013 and published in the Official Gazette Kuwait Al-Youm on 22 October 2013.